Shareholder Consent Is The Key To Forum Selection

Law360, New York (February 9, 2011, 5:39 PM EST) -- Almost a year ago, the Delaware Court of Chancery opined in dictum that if a company’s board and shareholders thought derivative actions would best be litigated in a particular forum, the company would be “free” to adopt an appropriate venue provision in its charter. See In re Revlon Inc. Shareholders Litig., 990 A.2d 940, 960 & n.8 (Del. Ch. 2010).

The court specifically suggested such provisions as potential correctives to attempts by “entrepreneurial ... frequent filers” to avoid bringing suit in jurisdictions where their litigation tactics...